VANCOUVER, BC -- (Newsfile – July 22, 2021) GOLD’N FUTURES MINERAL CORP. (CSE: FUTR) (FSE: G6M), (OTC: GFTRF) (the "Company” or “Gold’n Futures”) is pleased to announce that it has entered into an agreement with Canaccord Genuity Corp., as agent and sole book-runner (the "Agent"), in connection with a best efforts, private placement of units (“Units”) and flow-through units (“FT Units”) of the Company at a price of C$0.085 per Unit and of C$0.095 per FT Unit for aggregate gross proceeds of up to C$2,500,000 (the "Offering").
Each Unit is comprised of one common share of the Company (a "Common Share") and one Common Share purchase warrant ("Warrant"). Each FT Unit is comprised of one common share of the Company (a "FT Common Share") and one Warrant each of which will qualify as a "flow-through share" (within the meaning of subsection 66(15) of the Income Tax Act (Canada)(the “Tax Act”). Each Warrant may be exercisable to acquire one Common Share (a "Warrant Share") at a price of C$0.12 per Warrant Share for a period of 24 months from the closing of the Offering.
The Agent will have an option (the "Agent's Option") to increase the size of the Offering by up to 15% through the sale of additional Units and FT Unit at the respective offering Prices, which Agent's Option is exercisable, in whole or in part, at any time up to 48 hours prior to the closing of the Offering.
The Company intends to use the net proceeds from the sale of FT Units to incur “Canadian exploration expenses” that are “flow-through mining expenditures” (as such terms are defined in the Tax Act) on the Company’s Hercules gold property in Ontario and the Brady gold property in Newfoundland. The net proceeds from the sale of the Units will be used for general corporate purposes.
The securities to be issued under the Offering will be offered by way of private placement in each of the provinces of Canada and such other jurisdictions as may be determined by the Company, in each case, pursuant to applicable exemptions from the prospectus requirements under applicable securities laws.
The Offering is scheduled to close on or about the week of August 12, 2021, or such date as agreed upon between the Company and the Agent (the "Closing") and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the Canadian Securities Exchange (the “CSE”). The Units and the FT Units to be issued under the Offering will have a hold period of four months and one day from Closing. The Company may pay finder's fees or commissions on a portion of the Offering, subject to compliance with the policies of the CSE and applicable securities legislation.
The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.
With the announcement of the Offering, the private placement announced by the Company on April 15, 2021 will be cancelled.
About Gold’n Futures Mineral Corp.
Gold’n Futures Mineral Corp. (CSE: FUTR) (FSE: G6M) (OTC: GFTRF) is a Canadian based exploration company focused on advancing its Hercules gold project. The Hercules project is located 200 kilometres northeast of Thunder Bay, Ont., in the townships of Elmhirst and Rickaby, within the Thunder Bay North Mining District. The project is in the heart of the Beardmore – Geraldton gold mining camp, the 4th largest gold camp in Canada and is 40 km west of the Hardrock-Greenstone gold mine development. The property lies within an Archean greenstone belt that extends from the Longlac area in the east to Lake Nipigon in the west, a distance of about 130 kilometres and consists of 475 contiguous claim cells (10,052 ha). From the historical work completed on the property, the Company has built an extensive database including reconnaissance grab samples; channel samples; a variety of geophysical surveys; and, a drill hole database that includes historical drilling totalling in the order of 537 holes. With surface grab samples grading up to 10,374 g/t gold and channel samples up to 32.96 g/t gold across 11.6 metres, the Hercules gold zones offer top tier targets for the expansion of its historical resources.
The scientific and technical content of this press release has been prepared, reviewed and approved by Mr. Walter Hanych, P. Geo., who is a Qualified Person under NI 43-101 regulations and is a director of the Company.
For more information, please visit our website at: www.goldnfuturesmineralcorp.com
On behalf of the Board of Directors
For further information
President and CEO
The Canadian Securities Exchange accepts no responsibility for the adequacy or accuracy of this release.
This news release may contain forward-looking statements based on assumptions and judgments of management regarding future events or results and includes references to closing of the Offering, CSE approval, use of proceeds and tax treatment of the FT Units. Such statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ materially from those reflected in the forward-looking statements. There is no assurance the forward looking statements will occur or occur on the terms stated above. l. The Company disclaims any intention or obligation to revise or update such statements.